Terms & Conditions

TERMS & CONDITIONS

The ImPACT web site including, but not limited to the Customer Center and training materials contained therein (the “ImPACT Site”), the ImPACT products and services available on or through the ImPACT Site including, but not limited to the neurocognitive testing (each an “ImPACT Product” and collectively, the “ImPACT Products”), the results generated by the ImPACT Products, information which appears on the ImPACT Site or ImPACT Products such as articles for scholarly publications, and other material contained on the ImPACT Site and in ImPACT Products are provided to you for informational purposes only. You should seek professional medical advice, diagnosis, and/or treatment for any and all medical conditions, whether as a result of using an ImPACT Product or otherwise. In the event you believe you have suffered a concussion or some other medical condition you should immediately seek the advice of a neuropsychologist, medical doctor or another qualified healthcare provider. If you are suffering from symptoms that may be related to a concussion or some other serious medical condition you should immediately stop using the ImPACT Site and/or the ImPACT Products and call 911 or seek the attention of a qualified healthcare provider immediately.

Disclaimer of warranties; limited liability of ImPACT

The ImPACT Site, the ImPACT Products, and the results received as a result of the use of either the ImPACT Site and/or the ImPACT Products are provided to you on an “as is,” “where is” basis.

TO THE MAXIMUM EXTENT PERMITTED, IMPACT MAKES NO WARRANTY AS TO THE IMPACT SITE, THE IMPACT PRODUCTS, THE OPERATION OF THE IMPACT SITE, OR TO ANY SERVICES PROVIDED BY IMPACT THROUGH THE IMPACT SITE, WHETHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, INFRINGEMENT, SATISFACTORY QUALITY, DIAGNOSTIC ACCURACY AND FITNESS FOR A PARTICULAR PURPOSE AND ALL WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. TO THE MAXIMUM EXTENT PERMITTED, IN NO EVENT WILL IMPACT OR ANY OF ITS SUBCONTRACTORS OR LICENSORS BE LIABLE TO LICENSEE OR ANY THIRD PARTY (WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHER THEORY) FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OF OR INABILITY TO USE THE IMPACT SITE, THE IMPACT PRODUCTS OR ANY PORTION THEREOF, INCLUDING BUT NOT LIMITED TO, THE INABILITY TO ACCESS THE IMPACT SITE OR THE IMPACT PRODUCTS, INACCURATE RESULTS, LOSS OF PROFITS OR DAMAGES STEMMING FROM LOSS OR CORRUPTION OF DATA OR DATA BEING RENDERED INACCURATE, THE COST OF RECOVERING ANY DATA, CLAIMS RELATED TO DIAGNOSTIC ACCURACY AND/OR MEDICAL MALPRACTICE OR PERSONAL INJURY, EVEN IF IMPACT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED, IMPACT AND ITS OFFICERS, DIRECTORS, SHAREHOLDERS AND AFFILIATES HEREBY EXPRESSLY DISCLAIM ANY REPRESENTATION OR WARRANTY RELATED TO THE ACCURACY, RELIABILITY, COMPLETENESS, CURRENTNESS, OR TIMELINESS OF THE IMPACT SITE, THE IMPACT PRODUCTS, MATERIALS PROVIDED TO YOU THROUGH THE IMPACT SITE OR IMPACT PRODUCTS, LINKS THAT MAY APPEAR ON THE IMPACT SITE OR IN THE IMPACT PRODUCTS AND OTHER MATERIALS THAT MAY BE MADE AVAILABLE TO YOU FROM TIME-TO-TIME ON THE IMPACT SITE OR THROUGH THE IMPACT PRODUCTS. TO THE MAXIMUM EXTENT PERMITTED, IN NO EVENT SHALL IMPACT’S AGGREGATE LIABILITY EXCEED FEES ACTUALLY PAID TO IMPACT IN THE 12-MONTH PERIOD PRIOR TO SUCH LIABILITY BEING FINALLY ADJUDICATED BY A COURT OF COMPETENT JURISDICTION.

Use of the ImPACT Site and the ImPACT Products are governed by these Terms of Use.

The laws of the United States and foreign countries regarding copyrights, trademarks, trade secrets, and/or service marks protect the ImPACT Site, the ImPACT Products, and many or all of the other materials provided to you through the ImPACT Site and/or ImPACT Products. All right, title and interest in and to the ImPACT Site and each of the ImPACT Products shall remain solely with ImPACT or its affiliates. Any use of the ImPACT Site, the ImPACT Products and/or the materials made available to you on the ImPACT Site or through the ImPACT Products not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other applicable laws. ImPACT reserves the right to alter, change or modify without notice the ImPACT Site and/or the ImPACT Products. In the event you should violate any of these Terms of Use, your license to use the ImPACT Site and the ImPACT Products shall automatically and immediately terminate and you will be required to immediately destroy any copies you have made of any portion of the ImPACT Test or other materials.

Authority; Consent; Compliance with Applicable Laws; Privacy

By accessing the ImPACT Site and the ImPACT Products you represent and warrant to ImPACT and its affiliates that: (1) you are an authorized ImPACT user and you are properly credentialed and/or licensed to use the ImPACT Products; (2) you and/or your organization have properly secured all required consents to collect, use and access the information made available by accessing the ImPACT Products; and (3) your use of the ImPACT Products complies with all applicable privacy rules and regulations including, but not limited to, the collection and processing of Personal Identifiable Information and data concerning health.

For a description of policies and methods used by ImPACT to protect personal data refer to the Privacy Notice available at www.impacttest.com

Issuance and use of your ImPACT password

Upon becoming a user of the ImPACT Site and/or a licensee of an ImPACT Product you will be issued a unique password that will enable you to access certain portions of the ImPACT Site and the ImPACT Products. Your password will also allow you to provide and store certain information on the ImPACT Site. Once you have been issued a password for the ImPACT Site and/or Product you shall be solely responsible for taking all reasonable steps to ensure that no unauthorized person shall gain access to your ImPACT password. You shall be solely responsible for the safekeeping of your password, authorizing use of your password, contacting impact immediately upon learning of a misappropriation of your password and/or your request to deactivate your password. You grant ImPACT and all other persons or entities involved in the operation of the ImPACT Site and ImPACT Products the right to transmit, monitor, retrieve, store, and use your information in connection with the operation of the ImPACT Site and ImPACT Products.

Links to other sites and advertisements

ImPACT may provide links to third-party web sites on the ImPACT Site and/or in the ImPACT Products. ImPACT shall not be responsible for the content provided through third-party sites linked from time-to-time to the ImPACT Site and/or ImPACT Products and does not make any representations regarding their content, accuracy or non-infringement. You agree that your use of third-party websites is at your own risk and subject to the terms of use of use for such sites.

Indemnity

You agree to defend, indemnify, and hold harmless ImPACT, its officers, directors, shareholders, agents, licensors, suppliers, successors and assigns and affiliates harmless from and against any claims, actions or demands, liabilities and settlements including without limitation, reasonable attorney’s and accounting fees, resulting from, or alleged to result from, your violation of these Terms of Use.

General

Exclusive jurisdiction for any dispute between you and ImPACT, or in any way relating to your use of the ImPACT Site and/or the ImPACT Products, shall be solely and exclusively in the state and federal courts of Allegheny County, Commonwealth of Pennsylvania. You agree and expressly consent to the exercise of personal jurisdiction in the state and federal courts located in Allegheny County, Commonwealth of Pennsylvania in connection with any such dispute.

These Terms of Use and the rights, obligations, liabilities, and responsibilities of the parties hereto, shall be governed and interpreted in accordance with the laws of the Commonwealth of Pennsylvania, without reference to the conflicts of laws principles of that or any other jurisdiction. The invalidity of any provision of these Terms of Use by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force and effect.

All notices required to be sent hereunder will be in writing and will be deemed to have been given when mailed by first class mail, postage prepaid, certified or registered, return receipt requested, or by nationally recognized overnight courier, to the parties at the addresses first set forth below, or at such other address as the applicable party may designate in writing.

The waiver by either party of any default or breach of these Terms of Use will not constitute a waiver of any other or subsequent default or breach. No act, delay or omission on the part of either party will be deemed a waiver unless expressly made in writing.

This Terms of Use constitute the complete agreement between the parties and supersede all prior or contemporaneous agreements or representations, written or oral, concerning the use of the ImPACT Site and the ImPACT Products. These Terms of Use may not be modified or amended except in a writing signed by a duly authorized representative of each party, and no other act, document, usage or custom will be deemed to amend or modify these Terms of Use.